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08.e Gateway Trail Cost Sharing and Maintenance Agreements with Washington County and the Minnesota DNR Staff Report Date of Meeting: January 20, 2026 To: City Council From: Kyle Morell, City Administrator Re: Gateway Trail Washington County Cost and Maintenance Agreements, and Resolution 01-20- 26-03 Approving Joint Powers Agreement with Minnesota DNR for Scandia Gateway Trail Extension Background: Staff presented a draft version of the attached documents at the December Council meeting. The Washington County Cost and Maintenance Agreements detail the County's financial contribution to the project and its ongoing maintenance responsibilities after project completion. Resolution 01-20- 26-03 is the required Resolution approving the Cooperative Agreement between the City and the DNR for the Scandia Trail Segment of the Gateway State Trail. The two Agreements provide $1,450,000 funding for the completion of the Gateway Trail project, $800,000 for Washington County, and $650,000 from the DNR. The County funding can be sent to the City as soon as the City requests it. The DNR funding can be used to pay direct project expenses within 30 days of invoice submittal. Recommendation: Approve the Washington County Cost and Maintenance Agreements via a motion of the City Council. Approve Resolution 10-20-26-03 DNR Cooperative Agreement for Scandia Gateway Trail Segment in a separate motion of the City Council. Attachments: 1) Washington County Cost Agreement 2) Washington County Maintenance Agreement 3) DNR Cooperative Agreement for Scandia Gateway Trail Segment Page 1 of 4 COOPERATIVE AGREEMENT BETWEEN THE CITY OF SCANDIA AND WASHINGTON COUNTY FOR CONSTRUCTION COST OF COUNTY ROAD (CR) 52 (OAKHILL ROAD) THIS AGREEMENT, by and between the City of Scandia, a municipal corporation, herein after referred to as the "City", and Washington County, a political subdivision of the State of Minnesota, hereinafter referred to as the "County.” WITNESSETH: WHEREAS, the City intends to construct a portion of the Minnesota Department of Natural Resource’s Gateway Trail, which will cross CR 52 with a grade-separated pedestrian tunnel. WHEREAS, the County desires to use local funds for these improvements; and WHEREAS, a cooperative effort between the City and County is the appropriate method to facilitate the construction of these transportation improvements; and WHEREAS, this Agreement is made pursuant to statutory authority contained in Minnesota Statute 162.17 sub.1 and Minnesota Statute 471.59. NOW THEREFORE, IT IS HEREBY MUTUALLY AGREED AS FOLLOWS: A. PURPOSE The purpose of this Agreement is set forth in the above whereas clauses which are all incorporated by reference as if fully set forth herein and shall consist of this Agreement and Exhibit A (Location Map). B. PLANS AND SPECIFICATION PREPARATION 1. The City shall be responsible for the preparation of all the plans and specifications for the Project, including but not limited to, compliance with all applicable standards and policies and obtaining all approvals required in formulating the bid specifications for all County and City components of this Project. 2. The following County project number has been assigned to the Project: CP 26-40018 3. The following City project numbers have been assigned to the Project: N13.117554 C. RIGHT OF WAY AND EASEMENTS Work associated with the project will remain within the existing public right of way and easements. D. ADVERTISEMENT AND AWARD OF CONTRACT After plans and specifications have been approved by the County, all permits and approvals obtained, and acquisition of necessary rights-of-way and easements, the City shall advertise for construction bids and at the sole discretion of the City award the contract to the lowest responsible bidder. E. CONSTRUCTION ADMINISTRATION, OBSERVATION, AND TESTING The City shall be responsible for the construction administration, inspection, and for the observation and testing for all construction items. WASHINGTON COUNTY CONTRACT NO. XXXX DEPT. PUBLIC WORKS DIVISION TRANSPORTATION TERM SIGNATURE – END OF PROJECT Page 2 of 4 F. COST PARTICIPATION ITEMS AND ESTIMATED COSTS The City’s cost participation is set forth in Table 1 and is broken into Construction and Construction Engineering/Contract Administration. 1. Construction Construction costs shall be the cost to construct the Project. The City has prepared a statement of estimated quantities and cost splits. The County shall pay to the City its share of the total cost as set forth in Table 1. 2. Construction Engineering/Contract Administration Construction engineering/contract administration costs shall be construction observation, construction testing, construction administration, staking, conducting and recording the pre-bid, pre-construction and weekly construction meetings, reviewing monthly pay estimates, labor compliance, and other administrative functions necessary for the Project. Construction engineering/contract administration is $184.540.00. The City shall pay for this cost through LCCMR and DNR funding. The costs and shares attributable to the County and payable to the City as shown in Table 1 are predetermined and final. Payment will be completed at the beginning of the project upon award and completion of this agreement. G. PAYMENT 1. Construction and Construction Engineering/Contract Administration a. After the City has awarded the construction contract, the County shall pay the City the entire $800,000 upon the execution of this agreement and award of the project. This payment shall be made within 30 days of notifying the county that the agreement has been executed and the project has been awarded. H. CONTRACT CHANGES Any modifications or additions to the final approved plans and/or specifications of the Project shall be made part of the construction contract through a written amendment to the construction contract and the cost for such changes shall be appropriated as set forth in Section F. of this Agreement. I. CIVIL RIGHTS AND NON-DISCRIMINATION The provisions of Minn. Stat. 181.59 and of any applicable ordinance relating to civil rights and discrimination shall be considered part of this Agreement as if fully set further herein, and shall be part of any Agreement entered into by the parties with any contractor subcontractor, or material suppliers. TABLE 1 – ESTIMATED COSTS Washington County Cost Summary ITEM TOTAL COST COUNTY COST Construction $3,624,815 $800,000 Design Engineering $373,200 $0.00 Construction Engineering/Contract Administration $184,540 $0.00 TOTAL ESTIMATED COST $4,182,555 $800,000 Page 3 of 4 J. WORKERS COMPENSATION It is hereby understood and agreed that any and all employees of the City and all other persons employed by the City in the performance of construction and/or construction engineering work or services required or provided for under this Agreement shall not be considered employees of the County and that any and all claims that may or might arise under the Worker’s Compensation Act of the State of Minnesota on behalf of said employees while so engaged and any and all claims made by any third parties as a consequence of any act or omission on the part of said City employees while so engaged on any of the construction and/or construction engineering work or services to be rendered herein shall in no way be the obligation or responsibility of the County. It is hereby understood and agreed that any and all employees of the County and all other persons employed by the County in the performance of construction and/or construction engineering work or services required or provided for under this Agreement shall not be considered employees of the City and that any and all claims that may or might arise under the Worker’s Compensation Act of the State of Minnesota on behalf of said employees while so engaged and any and all claims made by any third parties as a consequence of any act or omission on the part of said County employees while so engaged on any of the construction and/or construction engineering work or services to be rendered herein shall in no way be the obligation or responsibility of the City. K. INDEMNIFICATION 1. The City agrees that it will defend, indemnify and hold harmless the County against any and all liability, loss, damages, costs and expenses which the County may hereafter sustain, incur or be required to pay by reason of any negligent act by the City, its agents, officers or employees during the performance of this Agreement. 2. The County agrees that it will defend, indemnify and hold harmless the City against any and all liability, loss, damages, costs and expenses which the City may hereafter sustain, incur or be required to pay by reason of any negligent act by the County, its agents, officers or employees during the performance of this Agreement. 3. To the fullest extent permitted by law, actions by the parties to this Agreement are intended to be and shall be construed as a “cooperative activity” and it is the intent of the parties that they shall be deemed a “single governmental unit” for the purposes of liability, as set forth in Minnesota Statutes, Section 471.59, subd. 1a.(b). The parties to this Agreement are not liable for the acts or omissions of another party to this Agreement except to the extent they have agreed in writing to be responsible for the acts or omissions of the other parties as provided for in Section 471.59, subd. 1a. 4. Each party’s liability shall be governed by the provisions of Minnesota Statutes, Chapter 466 and other applicable law. The parties agree that liability under this Agreement is controlled by Minnesota Statute 471.59, subdivision 1a. and that the total liability for the parties shall not exceed the limits on governmental liability for a single unit of government as specified in 466.04, subdivision 1(a). L. DATA PRACTICES All data collected, created, received, maintained, disseminated, or used for any purposes in the course of this Agreement is governed by the Minnesota Government Data Practices Act, Minnesota Statutes 1984, Section 13.01, et seq. or any other applicable state statutes and state rules adopted to implement the Act, as well as state statutes and federal regulations on data privacy. Page 4 of 4 M. TERM This Agreement shall remain in full force and effect until terminated by mutual Agreement of the parties. N. COUNTERPARTS This Agreement may be executed in counterparts. O. SEVERABILITY If any provision or provisions of this Agreement are held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected. IN TESTIMONY WHEREOF the parties have duly executed this Agreement by their duly authorized officers. WASHINGTON COUNTY CITY OF SCANDIA Chair Date Mayor Date Board of Commissioners Kevin Corbid Date City Administrator Date County Administrator Approved as to form: Approved as to form: Assistant County Attorney Date City Attorney Date Page 1 of 3 COOPERATIVE AGREEMENT BETWEEN THE CITY OFSCANIDA AND WASHINGTON COUNTY FOR MAINTENANCE OF COUNTY ROAD (CR) 52 (OAKHILL ROAD) THIS AGREEMENT, by and between the City of Scandia a municipal corporation, herein after referred to as the "City", and Washington County, a political subdivision of the State of Minnesota, hereinafter referred to as the "County”. WITNESSETH: WHEREAS, the City intends to construct a portion of the Minnesota Department of Natural Resource’s Gateway Trail, which will cross CR 52 with a grade-separated pedestrian tunnel. WHEREAS, a cooperative effort between the City and County is the appropriate method to facilitate the maintenance of these transportation improvements; and WHEREAS, this Agreement is made pursuant to statutory authority contained in Minnesota Statute 162.17 sub.1 and Minnesota Statute 471.59. NOW THEREFORE, IT IS HEREBY MUTUALLY AGREED AS FOLLOWS: A. PURPOSE The purpose of this Agreement is set forth in the above whereas clauses which are all incorporated by reference as if fully set forth herein and shall consist of this Agreement, Exhibit A (Location Map). B. MAINTENANCE/OWNERSHIP 1. Upon completion of this project the County shall own and maintain the following under this project: a. Storm sewer and culverts. The County shall own and maintain the storm sewer and culverts on its County right-of-way existing or constructed under this project. b. Signing. All permanent roadway signing on County roads will be controlled by the County. c. With respect to the constructed corridor boulevard, the County will mow the corridor boulevards a minimum of twice per year. d. Curb and gutter. The County shall own and maintain all curb and gutter on its County right-of-way existing or constructed under this project. The City shall own and maintain all curb and gutter on its City right-of-way existing or constructed under this project. e. Guardrail. The County shall own and maintain all guardrail on its County right-of-way existing or constructed under this project. f. Pavement. The County shall own and maintain all pavement systems constructed under this project. g. Pavement Markings. The County shall own and maintain all pavement markings on its County right- of-way existing or constructed under this project. 2. Tunnel, Wing Walls, Fencing, and Sheet Pile Walls. The County will not own or maintain the tunnel, wing walls, fencing or sheet pile walls constructed as part of this project. 3. Trails and pedestrian ramps located within Washington County right-of-way. The County will not own trails and pedestrian ramps within Washington County right-of-way. The County will not be responsible for minor maintenance of the trails and pedestrian ramps. Minor maintenance shall include sweeping, debris removal, patching, and crack repair. The County will not complete snow removal on the trails or pedestrian ramps within the County right-of-way. WASHINGTON COUNTY CONTRACT NO. DEPT. PUBLIC WORKS DIVISION TRANSPORTATION TERM Page 2 of 3 4. All maintenance required to be performed by this Agreement by the Parties shall be performed in a manner which shall be at the sole discretion of the party so obligated. 5. The City and County will follow work zone traffic control procedures required in the Minnesota Manual of Uniform Traffic Control Devices for all maintenance activities. 6. The County and City will notify each other at least 24 hours in advance of any maintenance activities requiring a lane closure for work within the other party’s right-of-way. C. CIVIL RIGHTS AND NON-DISCRIMINATION The provisions of Minn. Stat. 181.59 and of any applicable ordinance relating to civil rights and discrimination shall be considered part of this Agreement as if fully set further herein, and shall be part of any Agreement entered into by the parties with any contractor subcontractor, or material suppliers. D. WORKERS COMPENSATION It is hereby understood and agreed that any and all employees of the City and all other persons employed by the City in the performance of construction and/or construction engineering work or services required or provided for under this Agreement shall not be considered employees of the County and that any and all claims that may or might arise under the Worker’s Compensation Act of the State of Minnesota on behalf of said employees while so engaged and any and all claims made by any third parties as a consequence of any act or omission on the part of said City employees while so engaged on any of the construction and/or construction engineering work or services to be rendered herein shall in no way be the obligation or responsibility of the County. It is hereby understood and agreed that any and all employees of the County and all other persons employed by the County in the performance of construction and/or construction engineering work or services required or provided for under this Agreement shall not be considered employees of the City and that any and all claims that may or might arise under the Worker’s Compensation Act of the State of Minnesota on behalf of said employees while so engaged and any and all claims made by any third parties as a consequence of any act or omission on the part of said County employees while so engaged on any of the construction and/or construction engineering work or services to be rendered herein shall in no way be the obligation or responsibility of the City. E. INDEMNIFICATION 1. The City agrees that it will defend, indemnify and hold harmless the County against any and all liability, loss, damages, costs and expenses which the County may hereafter sustain, incur or be required to pay by reason of any negligent act by the City, its agents, officers or employees during the performance of this Agreement. 2. The County agrees that it will defend, indemnify and hold harmless the City against any and all liability, loss, damages, costs and expenses which the City may hereafter sustain, incur or be required to pay by reason of any negligent act by the County, its agents, officers or employees during the performance of this Agreement. 3. To the fullest extent permitted by law, actions by the parties to this Agreement are intended to be and shall be construed as a “cooperative activity” and it is the intent of the parties that they shall be deemed a “single governmental unit” for the purposes of liability, as set forth in Minnesota Statutes, Section 471.59, subd. 1a.(b). The parties to this Agreement are not liable for the acts or omissions of another party to this Agreement except to the extent they have agreed in writing to be responsible for the acts or omissions of the other parties as provided for in Section 471.59, subd. 1a. Page 3 of 3 4. Each party’s liability shall be governed by the provisions of Minnesota Statutes, Chapter 466 and other applicable law. The parties agree that liability under this Agreement is controlled by Minnesota Statute 471.59, subdivision 1a. and that the total liability for the parties shall not exceed the limits on governmental liability for a single unit of government as specified in 466.04, subdivision 1(a). F. CONDITIONS The City shall not assess or otherwise recover any portion of its cost for this project through special assessment of County-owned property. G. DATA PRACTICES All data collected, created, received, maintained, disseminated, or used for any purposes in the course of this Agreement is governed by the Minnesota Government Data Practices Act, Minnesota Statutes 1984, Section 13.01, et seq. or any other applicable state statutes and state rules adopted to implement the Act, as well as state statutes and federal regulations on data privacy. H. TERM This Agreement shall remain in full force and effect until terminated by mutual Agreement of the parties. I. COUNTERPARTS This Agreement may be executed in counterparts. J. SEVERABILITY If any provision or provisions of this Agreement are held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected. IN TESTIMONY WHEREOF the parties have duly executed this Agreement by their duly authorized officers. WASHINGTON COUNTY CITY OF SCANIDA Chair Date Mayor Date Board of Commissioners Kevin Corbid Date City Administrator Date County Administrator Approved as to form: Approved as to form: Assistant County Attorney Date City Attorney Date Page 1 of 7 State of Minnesota Cooperative Agreement GATEWAY STATE TRAIL SCANDIA TRAIL SEGMENT COOPERATIVE AGREEMENT BETWEEN THE STATE OF MINNESOTA AND CITY OF SCANDIA This Agreement is between the State of Minnesota, acting through its Commissioner of the Department of Natural Resources (“State”) and the City of Scandia, (“City”). Recitals The Commissioner of Natural Resources has the authority, duty, and responsibility under Minnesota Statutes Section 85.015, subd. 14 to establish, develop, operate and maintain the Gateway State Trail; and Under Minnesota Statutes § 471.59, subd. 10, the State is empowered to engage such assistance as deemed necessary. The State and City have determined that expansion and development of the Gateway State Trail within the community of Scandia in Sections 23 and 24, Township 32N, Range 20W in Washington County, hereinafter referred to as the “State Trail” is of high priority for Minnesotans. The State and the City have previously cooperated on the required engineering and design for the State Trail and a copy of the Final Plans as developed by the City and approved by the State are included as Exhibit A. The State Trail is to be confined largely to State owned and administered State Trail Easements located within Section 23 and 24, Township 32N, Range 20W, Washington County and represented in Exhibit B. The State Trail Project is also to include the development of a Trailhead within the City that is to be confined to City owned or administered property, located in Section 23, Township 32N, Range 20W and represented in Exhibit C. The State and the City desire to cooperate in the construction of the State Trail, including the trail, trailhead and the crossing of Washington County CSAH 52. The City is prepared to be the lead agency in the construction engineering, construction inspection and construction contract bidding and contract administration necessary for the development of the State Trail, that shall include the Trailhead and the County Hwy Crossing. The State is willing to permit the City to be the lead agency in the final construction engineering, construction inspection and construction contract bidding and contract administration necessary for the development of the State Trail, that shall include the Trailhead and the County highway crossing. Page 2 of 7 The State Trail as constructed by the City shall meet all applicable requirements of the Americans with Disabilities Act (ADA) and upon the completion, the State Trail shall be subject to review and approval by the State. The State and the City shall secure separate authorization from Washington County for the construction and future operations and administration of the Washington County CSAH 52 trail segment. Upon the completion of construction by the City, the administration, operations, and maintenance of the State Trail shall be the sole responsibility of the State. The City Council has authorized the City to enter into this agreement. Agreement Term of Agreement Effective Date: December 31, 2025, or the date the State obtains all required signatures under Minn. Stat. § 16C.05, subd. 2, whichever is later. Expiration Date: December 31, 2060, or until all obligations have been satisfactorily fulfilled, whichever occurs first. Agreement between the Parties State’s Duties and Responsibilities. The State shall: Provide technical assistance with the required construction engineering and inspection during the City’s construction of the State Trail. The State Trail as constructed shall meet the applicable requirements of the ADA. Provide funding assistance with the construction engineering, construction inspection and construction contract letting, and construction contract administration required for the construction of the State Trail and to be completed by the City. The State Trail shall meet the applicable requirements of the ADA. Be permitted to review and approve all contracts and subcontracts for construction engineering, construction inspection and construction of the State Trail proposed by the City. Written approval and concurrence to award any contract will be provided to the County by the State’s designated Project Contact Be permitted to review and approve all revisions to the final plans and specifications for the State Trail as proposed by the City during construction. State comment and approval of proposed revisions shall be provided to the City by the State’s designated Project Contact and/or Project Engineer. Be Permitted to request modifications/revisions to the State Trail during construction. Upon construction completion, be solely responsible for the operations, administration, and maintenance of the Project as a portion of the Gateway State Trail as established including the trailhead located on City owned property. Permit the City to review and approve any modifications/revisions to the State Trail and associated improvements located within City administered lands proposed by the State during the term of this Agreement. Reserve the right to inspect the State Trail corridor at all times to ensure that the City complies with the terms of this Agreement. Page 3 of 7 City’s Duties and Responsibilities. The City shall: Complete all construction engineering, construction inspection, construction contract bidding and contract administration necessary for the construction of the State Trail consistent with the Final Plans and Specifications developed by the City in Cooperation with the State. The construction engineering and construction inspection of the State Trail shall be completed under the supervision of and EIT, Construction Manager, or PE who is certified accordingly. Have the option to subcontract for the services and expertise as necessary or required to complete the development of the State Trail, subject to the written approval by the State’s designated Project Contact and/or Project Engineer. All contracts for the State Trail issued by the City shall meet the appropriate MN Prevailing Wages Rates. Construct the State Trail and associated improvements in compliance with Minnesota DNR’s Operational Order 113, which requires preventing or limiting the introduction, establishment and spread of invasive species during activities on public waters and DNR- administered lands. Operational Order 113 is incorporated into this agreement by reference and can be found at http://files.dnr.state.mn.us/assistance/grants/habitat/heritage/oporder_113.pdf. Assure that the State Trail as constructed meets all applicable requirements of the ADA. Permit the State to review and approve the revision to or alteration to the final plans and specifications for the State Trail and associated improvements as proposed by the City during construction. Approve and implement all changes or revisions to the final plans and specifications for the State Trail as proposed by the State’s Project Engineer during construction. Permit, at the conclusion of the construction of the State Trail, the State to operate, administer and maintain the Trailhead and the State Trail, located on City owned property as identified in Exhibit C. Permit the State to review and approve any revision or alteration to the State Trail and associated improvements located within City owned lands as proposed by the City during the term of this Agreement. Comply with the Americans with Disabilities Act (ADA) of 1990 (42 U.S.C. 12101 et seq.) and all applicable regulations and guidelines. Provide free and adequate parking to include at least one (1) designated accessible space for persons with disabilities for every 25 parking spaces included. Follow pollinator best management practices and habitat restoration guidelines pursuant to Minn. Stat. 84.973 for all habitat restorations and enhancements conducted on DNR lands and prairie restorations on state lands or on any lands using state funds. Practices and guidelines ensure an appropriate diversity of native species to provide habitat for pollinators through the growing season. Page 4 of 7 Funding The State shall provide funding for its responsibilities under Article 2.1 above through the standard internal purchasing process including, but not limited to, a separate requisition as needed. State shall provide funding for the project in Section 2.1.1; however, the total obligation of the State shall not exceed $650,000.00. The obligation of the State is also limited to the amount of funds legislatively appropriated and administratively allocated to this project. Funding Effective Date: December 31, 2025, or when the State obtains all required signatures under Minnesota Statutes Section 16C.05, Subdivision 2, whichever is later. Funding Expiration Date: December 31, 2028, or when all obligations under Section 2 have been satisfactorily fulfilled, whichever occurs first. No additional funding will be provided, unless agreed upon by all parties and an amendment to this Agreement is completed and executed. Reimbursement of eligible costs will be due within thirty (30) days of the City’s presentation of invoices for services performed and acceptance of such services by the State’s Designated Contact. The City will not receive payment for work found by the State to be unsatisfactory or performed in violation of federal, state, or local law. Authorized Representatives The State’s Authorized Representative is Rachel Henzen, 1200 Warner Road, St. Paul, MN 55106, 651-259-5875, rachel.henzen@state.mn.us, or their successor. The City’s Authorized Representative is Kyle Morell, k.morell@ci.scandia.mn.us, 14727 209 th Street North, Scandia, 55073, or their successor. Assignment, Amendments, Waiver, and Contract Complete. Assignment. The City may neither assign nor transfer any rights or obligations under this Agreement without the prior consent of the State and a fully executed assignment agreement, executed and approved by the authorized parties or their successors. Amendments. Any amendment to this Agreement must be in writing and will not be effective until it has been executed and approved by the authorized parties or their successors. Waiver. If the State fails to enforce any provision of this Agreement, that failure does not waive the provision or its right to enforce it. Contract Complete. This Agreement contains all negotiations and agreements between the State and the City. No other understanding regarding this Agreement, whether written or oral, may be used to bind either party. Liability Each party agrees that it will be responsible for its own acts and the results thereof to the extent authorized by law and shall not be responsible for the acts of the other party and the results thereof. The State’s liability shall be governed by the provisions of the Minnesota Tort Claims Act, Minnesota Statutes Section 3.736, and other applicable laws. The City’s liability shall be governed by Minnesota Statutes Sections 466.01 - 466.15, and other applicable laws. Page 5 of 7 State Audits. Under Minn. Stat. § 16C.05, subd. 5, the City’s books, records, documents, and accounting procedures and practices relevant to this Agreement are subject to examination by the State, the State Auditor, or Legislative Auditor, as appropriate, for a minimum of six years from the expiration or termination of this Agreement. Government Data Practices. The City and State must comply with the Minnesota Government Data Practices Act, Minn. Stat. Ch. 13, (or, if the State contracting party is part of the Judicial Branch, with the Rules of Public Access to Records of the Judicial Branch promulgated by the Minnesota Supreme Court as the same may be amended from time to time) as it applies to all data provided by the State under this Agreement, and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the City under this Contract. The civil remedies of Minn. Stat. § 13.08 apply to the release of the data governed by the Minnesota Government Practices Act, Minn. Stat. Ch. 13, by either the City or the State. If the City receives a request to release the data referred to in this clause, the City must immediately notify and consult with the State’s Authorized Representative as to how the City should respond to the request. The City’s response to the request shall comply with applicable law. Publicity and Endorsement. Publicity. Any publicity regarding the subject matter of this Contract must identify the State as the sponsoring agency and must not be released without prior written approval from the State’s Authorized Representative. For purposes of this provision, publicity includes notices, informational pamphlets, press releases, information posted on corporate or other websites, research, reports, signs, and similar public notices prepared by or for the City individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract. All publicity shall be provided in an accessible format per Minnesota Statute 16E.03, sub. 9. State of Minnesota guidelines for creating accessible electronic documents can be found at the following URL: https://mn.gov/mnit/programs/accessibility/. Endorsement. The City must not claim that the State endorses its products or services. Venue Venue for all legal proceedings out of this Agreement, or its breach, must be in the appropriate state or federal court with competent jurisdiction in Hennepin County, Minnesota. Termination Termination. The State or the City may terminate this agreement at any time, with or without cause, upon 30 days’ written notice to the other party. Termination for Insufficient Funding. The State may immediately terminate this Agreement if it does not obtain funding from the Minnesota Legislature, or other funding source; or if funding cannot be continued at a level sufficient to allow for the payment of the services covered here. Termination must be by written or fax notice to the City. The State is not obligated to pay for any services that are provided after notice and effective date of termination. However, the City will be entitled to payment, determined on a pro rata basis, for services satisfactorily performed to the extent that funds are available. The State will not be assessed any penalty if the agreement is terminated because of the decision of the Minnesota Legislature, or other funding source, not to Page 6 of 7 appropriate funds. The State must provide the City with notice of the lack of funding within a reasonable time of the State’s receiving that notice. Force Majeure Neither party shall be responsible to the other or considered in default of its obligations within this Agreement to the extent that performance of any such obligations is prevented or delayed by acts of God, war, riot, disruption of government, or other catastrophes beyond the reasonable control of the party unless the act or occurrence could have been reasonably foreseen and reasonable action could have been taken to prevent the delay or failure to perform. A party relying on this provision to excuse performance must provide the other party prompt written notice of inability to perform and take all necessary steps to bring about performance as soon as practicable. E-Verify Certification (in accordance with Minn. Stat. § 16C.075). For services valued in excess of $50,000, the City certifies that as of the date of services performed on behalf of the State, City and all its subcontractors will have implemented or be in the process of implementing the federal E-Verify Program for all newly hired employees in the United States who will perform work on behalf of the State. The City is responsible for collecting all subcontractor certifications and may do so utilizing the E-Verify Subcontractor Certification Form available at http://www.mmd.admin.state.mn.us/doc/EverifySubCertForm.doc. All subcontractor certifications must be kept on file with Contractor and made available to the State upon request. Exhibits. The following Exhibits are attached and incorporated into this Contract. In the event of a conflict between the terms of this Contract and its Exhibits, or between Exhibits, the order of precedence is first the Contract, and then in the following order: Exhibit A: Project Designs and Specifications Exhibit B: State Ownership Exhibit C: City Ownership Exhibit D: City Council Resolution (The remainder of this page intentionally left blank.) Page 7 of 7 1. State Encumbrance Verification Individual certifies that funds have been encumbered as required by Minn. Stat. §§ 16A.15 and 16C.05 Print Name: ___________________________________ Signature: _____________________________________ Title: _________________________________________ Date: _________________________________________ SWIFT Contract No. _____________________________ 2. City of Scandia Print Name: ___________________________________ Signature: _____________________________________ Title: _________________________________________ Date: _________________________________________ City of Scandia Print Name: ___________________________________ Signature: _____________________________________ Title: _________________________________________ Date: _________________________________________ 3. State Agency With delegated authority Print Name: ___________________________________ Signature: _____________________________________ Title: _________________________________________ Date: ________________________________________ 4. Commissioner of Administration As delegated to The Office of State Procurement Print Name: ___________________________________ Signature: _____________________________________ Title: _________________________________________ Date: ________________________________________ Admin ID: _____________________________________